KRS 198A.030: Kentucky Housing Corporation established -- Board of directors --

Officers of corporation and duties.

(1) There is hereby created and established an independent, de jure municipal

corporation and political subdivision of the Commonwealth which s hall be a public

body corporate and politic to be known as the Kentucky Housing Corporation.

(2) The Kentucky Housing Corporation is created and established as a de jure

municipal corporation and political subdivision of the Commonwealth to perform

essential governmental and public functions and purposes in improving and

otherwise promoting the health and general welfare of the people by the production

of residential housing in Kentucky.

(3) The corporation shall be governed by a board of directors, consist ing of fifteen (15)

members, five (5) of whom shall be the Commissioner of Agriculture, the secretary

of the Finance and Administration Cabinet, the commissioner of the Department for

Local Government, the Attorney General, and the secretary of the Cabinet for

Economic Development, or their duly appointed designees, as public directors, and

ten (10) private directors who shall be appointed by the Governor, subject to

confirmation by the Senate as provided by KRS 11.160, as follows:

(a) One (1) private direc tor representing the interests of financial lending

institutions located within the Commonwealth;

(b) One (1) private director representing the interests of the manufactured housing

industry within the Commonwealth;

(c) One (1) private director representin g the interests of real estate practitioners

licensed by the Kentucky Real Estate Commission;

(d) One (1) private director representing the interests of the homeless population

within the Commonwealth;

(e) One (1) private director representing the interests of local government;

(f) One (1) private director representing the interests of the home construction

industry in the Commonwealth;

(g) One (1) private director representing the interests of consumers in the

Commonwealth;

(h) One (1) private director representing the interests of the Kentucky State

Building Trades Council;

(i) One (1) director representing the interests of nonprofit housing organizations

located within the Commonwealth; and

(j) One (1) director having significa nt professional experience in auditing,

financial accounting, municipal bond financing, or investment banking.

(4) Private directors appointed by the Governor may include previous members of the

board, and members may be reappointed for successive terms. A ll appointments

shall be for four (4) years, and the appointees shall serve until a qualified successor

is appointed.

(5) In case of a vacancy, the Governor may appoint a person for the vacancy to hold

office during the remainder of the term. A vacancy sha ll be filled in accordance

with the requirement and procedures for appointments.

(6) The Governor may remove any private director whom he or she may appoint in

case of incompetency, neglect of duty, gross immorality, or malfeasance in office,

and the Gover nor may declare the office vacant and may appoint a person for the

vacancy as provided in this section.

(7) The Governor shall designate a private director of the corporation to serve as

chairman. The term of the chairman shall extend to the earlier of eit her the date of

expiration of his or her then current term as a private director of the corporation or a

date six (6) months after the expiration of the then current term of the Governor

designating the chairman.

(8) The board of directors shall annually elect one (1) of its members as vice chairman.

The board of directors shall also elect or appoint, and prescribe the duties of, other

officers the board of directors deems necessary or advisable, including an executive

director and a secretary, and the board of directors shall fix the compensation of the

officers.

(9) The executive director shall administer, manage, and direct the affairs and business

of the corporation, subject to the policies, control, and direction of the board of

directors of the corpora tion. The secretary of the corporation shall keep a record of

the proceedings of the corporation and shall be custodian of all books, documents,

and papers filed with the corporation, the minute book or journal of the corporation,

and its official seal. The secretary shall have authority to cause copies to be made of

all minutes and other records and documents of the corporation and to give

certificates under the official seal of the corporation to the effect that copies are true

copies, and all persons dealing with the corporation may rely upon the certificates.

(10) A majority of the board of directors of the corporation shall constitute a quorum for

the purposes of conducting its business and exercising its powers and for all other

purposes. A majority shall be determined by excluding any existing vacancies from

the total number of directors.

(11) Action shall be taken by the corporation upon a vote of a majority of the directors

present at a meeting at which a quorum shall exist called upon three (3) days '

written notice to each director or upon the concurrence of at least eight (8)

directors.

(12) Each private director shall be entitled to a fee of one hundred dollars ($100) for

attendance at each meeting of the board of directors or duly called committee

meeting of the board.